8-K 1 a2016annualmeeting8-kv2.htm 8-K SEC Document





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________  
FORM 8-K
_______________________________  
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 12, 2016
_______________________________
THE WESTERN UNION COMPANY
(Exact name of registrant as specified in its charter)
_______________________________

Delaware
 
001-32903
 
20-4531180
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 

12500 East Belford Avenue
Englewood, Colorado
 
80112
(Address of principal executive offices)
 
(Zip Code)

(866) 405-5012
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
_______________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 5.07

Submission of Matters to a Vote of Security Holders.

The Western Union Company (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) on Thursday, May 12, 2016. At the Annual Meeting, the stockholders of the Company: (i) elected the persons listed below to serve as directors of the Company for a one-year term; (ii) on an advisory basis, voted in favor of the compensation of the Company’s named executive officers, as set forth in the Company’s proxy statement for the Annual Meeting; (iii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2016; (iv) did not approve a stockholder proposal regarding political contributions disclosure; and (v) did not approve a stockholder proposal establishing a new Board of Directors committee. The final voting results for the matters voted upon at the meeting are as follows:

Proposal 1: Election of Directors.

Name
Votes For
Votes Against
Abstentions
Broker Non-Votes
Martin I. Cole
415,022,952
2,599,160
180,217
26,723,249
Hikmet Ersek
415,045,646
2,511,067
245,616
26,723,249
Richard A. Goodman
413,411,989
4,206,606
183,734
26,723,249
Jack M. Greenberg
410,626,689
3,261,247
3,914,393
26,723,249
Betsy D. Holden
410,749,209
6,820,142
232,978
26,723,249
Jeffery A. Joerres
397,290,928
20,310,150
201,251
26,723,249
Roberto G. Mendoza
412,589,352
5,043,169
169,808
26,723,249
Michael A. Miles, Jr.
414,615,839
2,999,305
187,185
26,723,249
Robert W. Selander
374,008,504
43,601,228
192,597
26,723,249
Frances Fragos Townsend
411,798,046
5,836,222
168,061
26,723,249
Solomon D. Trujillo
413,218,881
4,326,775
256,673
26,723,249

Proposal 2: Advisory Vote on Executive Compensation.

Votes For
Votes Against
Abstentions
Broker Non-Votes
404,676,480
11,825,867
1,299,239
26,723,992

Proposal 3: Ratification of Selection of Auditors.

Votes For
Votes Against
Abstentions
Broker Non-Votes
439,406,532
4,914,791
204,255
0

Proposal 4: Stockholder Proposal Regarding Political Contributions Disclosure.

Votes For
Votes Against
Abstentions
Broker Non-Votes
132,776,274
185,576,395
99,449,660
26,723,249






Proposal 5: Stockholder Proposal Establishing New Board Committee.

Votes For
Votes Against
Abstentions
Broker Non-Votes
11,389,182
347,046,660
59,365,744
26,723,992







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dated: May 13, 2016
 
 
 
THE WESTERN UNION COMPANY
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/    DARREN  A. DRAGOVICH        
 
 
 
 
 
 
Name:
 
Darren A. Dragovich
 
 
 
 
 
 
Title:
 
Assistant Secretary